BioTime Announces Closing of Acquisition of Asterias Biotherapeutics

Source: BioTime

BioTime announced the closing of its previously reported acquisition of Asterias Biotherapeutics, whereby BioTime has acquired through a merger, all of the remaining outstanding common stock of Asterias which was not previously owned by BioTime. As a result of the acquisition, Asterias became a wholly-owned subsidiary of BioTime and the operations of BioTime and Asterias have combined. Notably, 98% of BioTime votes cast and 96% of Asterias votes cast were in favor of the merger.

BioTime is now advancing three clinical stage product candidates for degenerative retinal diseases, neurological conditions associated with demyelination, and aiding the body in detecting and combating cancer. In connection with the closing, two members of the Asterias Board of Directors—Don Bailey, the former Chairman of Asterias’ Board, and Michael Mulroy, the former Chief Executive Officer of Asterias—will be serving on the BioTime Board of Directors. BioTime will continue to be led by the company’s current management team.

“This acquisition is a key step in our plan to turn BioTime into a pioneering and leading cell therapy company, with an innovative and diversified pipeline which we believe can significantly impact disease areas with groundbreaking therapeutic approaches,” Brian M. Culley, Chief Executive Officer of BioTime, said in a company news release. “Importantly, we expect to enjoy significant financial synergies from this merger as we already have a cGMP manufacturing facility in Jerusalem, Israel, which has successfully produced our projected needs for the next clinical trial of OpRegen and which now can turn to process development and scale-up activities for the former Asterias assets. We also look forward to continuing our partnerships with notable institutions such as CIRM, the California Institute for Regenerative Medicine, and Cancer Research UK, to support the clinical development of the OPC1 and VAC2 programs we added to our pipeline. We further believe that greater involvement with patient and advocacy groups will be helpful toward increasing our value and visibility in the disease communities we aim to serve.”

BioTime’s Pipeline

OpRegen – a retinal pigment epithelium cell replacement therapy currently being tested in a phase 1/2a multicenter clinical trial for the treatment of advanced dry-age-related macular degeneration (dry-AMD) with geographic atrophy. OpRegen has been granted Fast Track designation from the FDA.

OPC1 – an oligodendrocyte progenitor cell therapy currently being tested in a phase 1/2a multicenter clinical trial (the “SciStar Study”) for the treatment of acute spinal cord injuries (SCI). The clinical development of OPC1 has been partially funded by a $14.3 million grant from the California Institute for Regenerative Medicine. OPC1 has received Regenerative Medicine Advanced Therapy (RMAT) designation for the treatment of acute SCI and has been granted Orphan Drug Designation by the FDA.

VAC2 – an allogeneic (non-patient-specific or “off-the-shelf”) cancer immunotherapy of antigen-presenting dendritic cells currently being tested in a phase 1 clinical trial in non-small cell lung cancer (NSCLC) fully funded and conducted by Cancer Research UK, the world’s largest independent cancer research charity.

Following the closing of the merger, BioTime has 151,579,482 million shares of common stock issued and outstanding with prior BioTime stockholders collectively owning approximately 84% of the combined company, and prior Asterias stockholders collectively owning approximately 16% of the combined company.

BioTime’s financial advisor in the transaction was Maxim Group LLC. Raymond James acted as financial advisor to Asterias. Cooley LLP served as legal counsel to BioTime and Dentons LLP served as legal counsel to Asterias.